Finding a Place
by TeamCaptain2016
Summary: Tony wants to provide Peter a safe place to practice being the hero he wishes for the boy to be. What he doesn’t realize is that it’s not really the best day to invite Peter over. Peter dosen’t want to tell Tony that it’s the day that his parents left him, but he’s so emotional it doesn’t go as planned.


**_I probably should have cut this down in multiple chapters, but oh well... Here's a very long one shot! Hope you enjoy! Sorry for all and any mistakes!_**

Peter jumped off the window seal in the abandoned warehouse, flipping three times in the air before grabbing a railing on the ceiling. When he looked down, he realized he could have died doing that stunt... if he wasn't Spider-Man. The thought made him smile as he let go of the railing, falling to the ground. He stuck the landing and stood up quickly. Acting like he was fighting off three ninjas, a dozen storm-troopers, and evil lazer chickens... don't ask.

He kicked out at nothing, then acted like the ninja grabbed his foot. He jumped on one foot and twisted himself over, flipping to freedom. He landed in front of the warehouse entrance where he was met by his favorite Superhero and mentor: Iron Man.

Tony opened his armor and stepped out, his arms immediately crossed. "What the heck are you doing in 34 degree weather in an abandoned crap house?!" He yelled at his student. Peter stood up from his landing pose and scratched his head, really his mask.

"Well, it's Saturday and I didn't have anything to do... so I came over here to train a little." He left out the part where he hand taken down all the storm-troopers with his webs, killed a couple of lazer chickens, and was looking for the ninjas.

"This is where you come to train everyday?" Tony said a little upset with himself. Peter nodded sheepishly. "You told me you had a membership at the gym."

"Technically I do... but I can't be Spider-Man and train for fighting bad guys at the gym." Peter kicked at the snow, his hands behind his back. Tony tried not to look at the kid sympathetically, trying not to show Peter he really cared about him. So he turned around and got back in his armor.

"Meet me at the compound in an hour. I'll give you access to the gym there." Just like that, Tony flew off towards the compound. Half way there he frowned as he realized he should have given the kid a lift. "Oh well..." He powered his suit to full thrusters and blasted off towards home.

Peter on the other hand was swinging as fast as he could upstate. Eventually he ran out of buildings, so he hopped on the top of a car and rode as long as he could. Just like the Parker luck, he ran out of cars to ride so he walked about two miles to the compound. "Thank God for these heaters in my suit!" He screamed to no one in particular.

He reached the front gate on foot. He rang the buzzer and stood there annoyed with his arms crossed,tapping his foot when no one answered. "Mr. Stark?! It's kind of cold out here and I had to walk!" Peter was definitely grumpy by this time. The gate opened suddenly. Peter bowed in front of the camera before walking in. He was barely even passed the gate when it started closing again. "Pushy!" He yelled behind him.

Peter started jogging towers the entrance, quickly turning that jog into a sprint when he saw Tony standing on one of the steps in a suit and tie. "Hey underoos! How was the trip here?" Peter glared at his mentor even though the billionaire couldn't see his face.

"Just peachy." He said sarcastically. Tony snorted and opened the door for the kid. The heat instantly hit Peter's body and warmed him. Even though he had the heater in his suit, it only works for so long, then your butt starts to freeze again. So Peter would turn it off and on to feel the difference. "Ah... that's better." He rubbed his arms like it would help warm him up more.

"You're heater broken?" Peter shrugged. "I'll take a look at it. You want to train today or just get to know the area and come back tomorrow?" Peter was looking around like he had never been in the building. "Pete?"

"Huh!? Oh yeah... that sounds good."

"I gave you two options." Tony shoved his hand in his pockets and frowned.

"I'm sorry Mr. Stark. But I don't think I could train today. Maybe tomorrow?" Tony nodded and jerked his head to the side, asking Peter to follow him.

"That's okay. I'll just get you an ID card and show you where you can and can't go. I'll come get you tomorrow so you don't have to walk." Peter's eyes lit up and he held back a squell.

"You will!?" He practically screamed, his voice cracking mid sentence. Tony laughed at his student and shook his head.

"Sure. Happy needs a break from driving." Tony pushed the elevator button to go up. Peter was awkwardly rocking back and forth on his heels, thinking about everything he's been through with Tony Stark. The trip to Germany, the ferry incident, the near death plane fight, and when he was a kid and almost got blown up by a robot, but Tony saved his life.

 _"I wonder if he remembers that?"_ Peter thought hard. Tony recognized Peter's silence and how his mask was moving up and down like he was having trouble keeping his eyebrows in one place.

"Hey, you alright?" Peter snapped out of la-la land and the elevator door dinged open. It was pretty ironic. "You look worried or perplexed."

"I was just thinking." Peter stepped in the elevator and waited for Tony.

"Well stop thinking. It's hurting me to watch." Tony entered the elevator and pressed the button for the 23rd floor. He leaned against the back railing as Peter leaned into the right corner. "What were you thinking about?" Tony raised his eyebrows at Peter.

"Well... do you remember that one year at the Stark Expo where Justine Hammer unleashed an army of angry army robots?!" Peter said, geeking out a bit. Tony smiled at his enthusiasm. He had to force himself not to frown at how many painful memories the topic brought up.

"Yeah, what about it?" Tony didn't know where the kid was going with this, but he knew it was troubling the boy.

"Do you remember when a robot approached a kid with a mask on? And-and he, the kid, didn't move. He just stood there and raised his hand, like he could shoot it or make the robot stop?" Tony's eyes widened and loomed at his intern with surprise. How did Peter know about this?

"Yeah... where are you going with this...?" Tony turned his body towards the kid waiting for a response.

"Then you swooped down and shot the robot! Saving the boys life?!" Tony nodded slowly, trying to read his interns voice since he had a mask on still. "Well, that was me. I was just curious if you remembered or not." Peter shrugged and leaned up against the wall again, acting like nothing happened.

"That was child you?!" Tony shrieked. "So I've been saving your butt since you were like, what? Five?"

"Seven. I was seven at the time. And for the longest time I thought I had superpowers when I had that mask on. I was devastated when some kids in my building snapped it in half." The door opened and we stepped in a long, dark hallway.

"Rude kids." Was the only thing Tony said. He hooked a right at the end of the hall. Peter followed his mentor, trying to look in every door window he could. Peter's the type of person who likes to know the area he's in to be prepared for the worst, even if Iron Man is with him. Tony noticed his interns weird behavior, but quickly decided to ignore it. He didn't have time to play concerned father."But what about a concerned friend?" Tony thought. He shook the idea from his head and glanced back at Peter. He was casually looking into one of the conference rooms, before he noticed Tony looking at him.

Peter looked turned his body forward and focused his gaze on the ground. Keeping his hands in front of him, awkwardly rubbing his forearm. Once again, Tony tried to ignore the kids discomfort. Tony suddenly stopped and Peter barely stopped before running into his mentor. "Here we are!" Tony swung open the door and a large blast came their way. They both jumped out of the way of the shot and ducked for their lives.

Tony didn't hesitate to crawl over to Peter and hover over him like an lion protecting its young. No matter what the kid thought, Tony wasn't going to move. "Get up! Go!" Tony yelled to Peter. The only problem was, Peter couldn't hear him. The sound of the blast was making a ringing sound take over his ears. And with his senses, it was lasting longer than it did with Tony. "Peter?!" Spider-man uncovered his ears. Tony's eyes widened as he saw the blood on his students hands and dripping through his mask."Gosh dang it!"

Another blast sent Tony and Peter flying through the wall, into the conference room. Peter had thoroughly checked this room out; knowing where his advantage points were. He stood up and hopped behind the large table, picking it up with one quick swipe and threw it at the hole in the wall. This way Tony and him had time to get up and run. "Mr. Stark?!" Peter yelled, yanking off his mask to breath. He looked around to see Tony tangled up in a couple of chairs. He didn't hesitate to help him up and help him to safety. "You alright?" He said against the blood pouring from his ears.

"Yeah... but are you alright?" Tony looked in horror as blood fell freely from his interns ears, drooling down his face. Peter held out his hand, pulled Tony to his feet and nodded. He rushed over to the window in the room and peered out of it. "What do you see?"

"Nothing. Everything looks normal. Maybe it's safe to go-" Another blast from outside. Peter yelled in surprise and jumped over Tony, knocking him down and protecting him from the gunfire coming through the walls. Tony grew frustrated with the boy. He was supposed to be saving Peter, not Peter saving him! He called for his suit.

"Peter! Get off of me and get over there. To safety!" A couple of bullets hit the wall where Tony told Peter to go stay. "Or not...!" Peter instead pushed Tony behind a chair and kicked down the door on the side of the room, dodging firepower in the process. Good thing he was still in his suit. He put his mask back on and crawled out of the room, on the side wall. When a table came flying his way, he jumped to the ceiling, shot a web at the table, and threw it back in the direction. "Hey buddy! You forgot something!" Peter didn't see anyone until the Vision flew through the wall and caught the table. Tony suddenly jumped out from the room, in his armor. "What took you so long? Thought you have a new suit?"

"I do." He glared at the boy, hanging upside down. "Vision!? Mind telling us what this is all about?" Vision dropped the table and landed on the ground.

"I thought you could tell me that." He floated towards us and suddenly shot a lazer from his head, hitting someone from behind us. We all turned to see it wasn't a someone, but a something. A drone hit the ground, bursting into flames.

"All I wanted to do was work out." Peter grumbled. Tony couldn't help but feel sorry for him. "Let's see what this is." Peter shot a web out at the remains of the drone and pulled it to his hands. "Ow! Hot! Hot." He dropped it at Tony's feet. "Karen scan it."

"FRIDAY, scan it." Tony and Peter asked their AI's at the same time. "Why do you call it Karen?"

"I don't know. Because it was the first name I could think of. Why do you call it FRIDAY?"

"Female Replacement Intelligent Digital Assistant Youth." Tony smirked under his helmet as Peter started laughing.

"It actually stands for something! I guess mine is Kids AI Replacement Ending Nonsense? I don't know... anyways, what is this thing?" Peter let go. of the ceiling with one hand, leaning towards the ground. He peered closer at the drone and gasped. "That logo belongs to-"

"Hammer." Tony said with a frown.

"OMG! That is so freaking ironic! Cause, you know, we were talking about that in the elevator." Peter let go of the ceiling and plopped on the floor, landing on his butt so he could get closer to the object. "I think it's broken." Tony rolled his eyes at Peters very obvious statement.

"No kidding, kid. Back up. I actually think it's time you go home." He shooed Peter away with a wave of his hand.

"What! Obviously Hammer knows that I've been here. I'm not leaving. I may put you-know-who in danger."

"Or you'll put her in danger if you don't leave. Now, go!" Peter didn't like to be yelled out, but he huffed out his breath and turned towards a new by window. Before smashing through it, he turned to Tony.

"You will call me if you need help, right?" Before Tony could answer, Peter was knocked down to the ground. Behind him was an army of drones.

"FRIDAY, call Peter." Peter's phone began to ring as he stood up.

"Very funny, Mr. Stark." He did a front flip, twisting to face the drones when he landed. " It's an army of dronies!" He yelled, even though these drones weren't in the shape of a spider like the one on his suit.

"I'm not even gonna ask, kid. Just start taking 'em down!" Tony began to shoot his blasters at them, knocking them out of the sky. Vision quickly joined in on the fight, lazering drones. Peter was throwing web grenades, taser webs, grabbing them and smashing them together, and even kicking them out of the air. Tony thought he was having way too much fun with it. "At least it gets the job done." Tony mumbled.

"So, robot drones? You come to take over the world or what? I mean, obviously you don't come in peace." Peter shot a web at a large one and swung it around a couple of times, knocking other drones to their defeat before smashing that one on the wall. "Talk about killing two birds with one stone!"

"Do you normally talk this much in a fight?" Tony yelled in Peters direction.

"More or less... yeah, I do. Gotta problem with it?" He flipped over two drones shooting at him and smacking them to the ground. He turned back around ready to fight some more. "Uh." Peter dropped the fighting pose at the sight of all the drones on the floor, sizzling from damage. Tony turned in his suit, making a noise Peter couldn't describe.

"Nice work kid." He gave Peter a thumbs up before taking a view steps forward towards the mess.

"Thanks. I could have been a little faster but-" Tony looked back at Peter and Peter stopped talking. "So... what now?" Suddenly a giant TV screen floated into the room. The image of Justine Hammer appeared on it and Tony rolled his eyes.

" _So, you defeated this batch. I will defeat you Stark! I still manufacture weapons! See you soon!"_ Hammer laughed and the screen went black. Before it could fly away, Peter taser webbed it. The TV crashed into the wall, cracking the screen.

"What the heck was that about?" Peter picked up one of the drones and it sparked. He immediately pulled his hand away from it, letting it drop to the floor.

"That was what Hammer thinks of as fun. It started last weak. Every other day I've been getting gifts like this one." Tony stepped out of his suit and called for a clean up crew. "I hate that guy."

"Haven't you tried tracking him down?" Peter asked confused. How could Tony Starks building not ward off an army of drones?

"Who do you think I am? Thor? Of course I've tried tracking him. Put trackers on a dozen of robots that started flying away. Tried to trace the wiring... the- the everything!" Tony said frustrated.

"Have you tried looking at the materials used? You could call the companies, get the postal number they sent the supplies to and trace it that way." Peter bluntly said. Tony glared at the boy. He hated when other people had ideas before he did. He hated admitting they could be right. And in this case, he had to admit a fourteen year old was correct. Or was Peter sixteen? He didn't know.

"Well... Yeah. Obviously anyone could do that. But then he would know I'm on to him and move locations." Peter smirked at his mentor. It was pretty clear he didn't want to admit he was right. "Anyways... how's your ears?"

"Oh... they're fine. Just a little blood." Peter shrugged off the question.

"Just a little?" Peter nodded and Tony sighed. "FRIDAY isn't detecting anything..."

"Don't scan me without permission! It's cause of my enhanced hearing and healing..." Tony huffed out an amused laughter. He didn't have to ask any one for permission to do anything.

"You should go home. I'll pick you up at noon tomorrow. Have Happy drive you."

"Okay, Mr. Stark! I'll see you at noon. Should I eat before? Or..." Peter awkwardly asked.

"Nah. We can stop and get something. Just beat it, will ya?" Peter hopped up and down before taking off towards the elevator.

"See you, Mr. Stark! Oh, it was nice to meet you Mr. Vision!" And just like that Peter was gone, riding down the elevator. Tony stood among the smashed drones sparking every now and then. The mess the three heroes made of the ambush. He released the breath he was holding and rubbed his neck.

"See ya, kid." He whispered, even though he knew Peter was long gone.

The next morning Peter was filled with excitement. He woke up early to get prepared for the day. But when he walked into his living room, he felt upset. Sad even. It hit him like a bus when he looked at his phone to see the date. It was the day his parents left him at his aunts and uncles. That meant tomorrow was the day his parents were pronounced dead. Peters stomach turned in discomfort. He swallowed down the lump that was gathering in his throat. Even though he only knew his parents for four years of his life, this day always made him upset. It brought back the memories of finding his fathers office a wreck while they were playing hide-n-seek. The memory of his dad quickly going to his secret wall and erasing what was on the chalk bored. The memory of his parents rushing to his aunts and uncles, dropping him off, kissing him goodbye, and the leaving. The memory of his small feet walking down the hallway to find May and Ben crying at the table with an officer sitting in front of him. That lead to the memory of Bens death. And suddenly, Peter didn't feel like eating breakfast. He didn't feel like doing anything so he went back to sleep, setting his alarm for eleven o'clock.

When his phone went off, waking him up, it wasn't his alarm. No. It was a call from Tony Stark. Peter rolled over to reach for his phone. "Hello?" He said in a groggy voice.

"Kid. I've been standing at your front door, ringing the door bell for thirty minutes now." Peter's eyes widened as he looked at the digital Star Wars clock on his desk. It was 12:38. He cursed under his breath, realizing he was still on the phone with Tony, he quickly apologized.

"I'm so sorry, Mr. Stark! I over slept! I'm coming right now." He dashed down the hall, completely unaware he was in his boxers. He unlocked the door and flung it open. Tony hung up the phone first and walked inside.

"I see you're no where near ready." Peter looked down and nervously smiled.

"Give me five minutes and we can go." He ran back to his room, threw on a pair of jeans from his draw, put on the first shirt he grabbed, and pulled on some black socks. He went to the bathroom and brushed his teeth. While he was fixing his hair the thoughts from earlier came back to him. Haunting his mind. He tried to push them away, but it didn't help. _"It was my fault Ben died. It's probably my fault my parents left. They would have never got on that plane if I didn't tell them about the office."_ This realization drained the colored from Peters face. He sat the brush down and stumbled back into the living room.

"You okay, kid? You don't look too good." Tony said, looking at a soon to be sick Peter.

"Yeah. Yeah. Just woke up too fast. Stood up too quick. W-we can go know." Peter forced himself to move, forced his knees not to buckle. Even though his legs were a little shaking, he successfully got his shoes on and walked out the door. Once Tony was out of his way, he shut the front door and locked it.

"So! Where do you want to go to eat lunch?" Peters stomach tightened even more at the thought of food. He really needed to just go work out or go patrolling.

"Well.. I'm not really hungry right now." He shrugged and went to the elevator at the end of the hallway. Tony followed him closely, noticing the paleness of his face and the sweat forming on his hands.

"Okay... do you want to go to the tower first? We can do some stuff and then go get something. I'm always hungry after working out. Actually, I'm always hungry." Tony got a small chuckle from the teen. The doors opened and the stepped out, going straight outside to the car. It was raining cats and dogs outside,not helping Peters depressed mood. Peter was about to open the door to the back seat when Tony stopped him. "You can sit in the front, Underoos."

"O-okay." Peter watched for cars as he ran to the other side of the car and quickly crawled in. They sat in silence the first half of the car ride. Tonys worries eating him alive, wondering what was wrong with the boy. Peters guilt and grief tearing him about, wondering if his parents death was his fault too. But he was only four years old at the time. How could it be his fault? " A turtle could have a heart attack and it would be your fault, Parker."

Tony burst out in a small laughter. "What on earth was that about?!"

"D-did I say that out loud?" Peter winced as Tony snorted and shook his head. "Sorry."

"You're fine kid. I just wasn't expecting that. What were you thinking in order to say that?" Tony could tell something was wrong with his student. He was never this quite. The only time he remembered Peter being this silent was... well, never. He wasn't even quite when Tony was yelling at him on that roof when that ferry almost went under water.

"I was just- It's not important." Peter waved him off and turned his gaze back out the window.

"Okay. That's it. Quit the "everything is okay" act because I can obviously tell that nothing is okay. Yesterday you were goofing off while fighting an army of murderous robots. Today I'm driving you to the compound and you look like the whole human race exploded. What's eating you, kid?" Tony turned on his blinker to turn right.

"Nothing. I'm just not awake yet. I'll be fine once we get there." Tony sighed and nodded. He wanted to force the answer out of him, make him confess to why he was being so silent. But he hated when people did that to him, so he backed off. The rest of the ride was spent in an awkward silence. Peter kept his focus on the clouds outside while Tony kept his focus on the road.

They finally reached the tower. Tony parked the car in front of the entrance and turned off the ignition. He opened his car door, only to find Peter was sound asleep. He smirked at t he kid. Peters head was forced up against the window, his mouth opened a little. _"Maybe he was just tired..."_ Tony thought. He reached over about to shake Peter awake when he saw he was in distress. Peters brows were knitted in a knot and a tear was now rolling down his face. Suddenly, Peter eyes slowly opened. He blinked a couple of times before realizing where he was. He sat up, casually wipeing the tears from his eyes and turning towards the door.

"Sorry. I didn't mean to fall asleep." He opened the car door and stepped out, taking a deep, shaky breath in through his nose. Tony frowned at the steering wheel for a moment. Peter was not okay. "A-are you c-coming, Mr. Stark?"

"Uh?" Tony looked at the boy who was slightly smiling now. "Oh, yeah. Sorry, lost in thought." He got out and slammed his car door shut. "So... you having a nightmare or something? You seemed a little distressed when I was about to wake you up." Peter nervously rubbed the back of his neck as he started going up the stairs. Tony jogging to catch up with him.

"Yeah. I guess you could say that." Peter opened the door for Tony and followed him inside. They went to the gym area, Peter surprised it was so clean. You would have never guessed Vision, Iron Man, and Spider-Man had a fight evil robots the day before.

Tony handed him a card with a picture of him on it. Across the top it said Stark Industries. "Say "Change my face" into the chip reader!" Tony quickly yelled. Peter looked at him funny before doing as he was told. The picture of him quickly glitched to a picture of Spider-Man. The Stark Industries changed to The Avengers. Peters face lit up with awe and amazement.

"Oh my gosh! That's the coolest thing I've ever seen! Wait? Am I an Avenger now?" He smirked at Tony.

"No-no. I just needed that to change so I put that. I couldn't figure out what else to use." Peter frowned a little before racing to the gym doors. He peaked inside the room to see if any unwelcomed visitors were waiting for them. There was nothing. He inserted the card in a chip reader device. Something popped out of the wall and scanned his face.

"Sweet! Can I have one of these in my suit? What would I use this for? Wait I already have something like this in my suit... never mind." Tony smiled. Peter was finally waking up, being himself. The doors opened and Tony watched as his interns mouth dropped open for a split second then instantly shut again. "Wow! Woah! and wait a minute!" Tony scrunched his face in. He had never in his life heard any one say that. "This is incredible!"

The room was filled with your typical weight lifting and cardio equipment that you would find in Planet Fitness. But in the far right was a boxing arena. Next to it was a door that lead to some tech obstacle course thing. In the left was a whole gymnastics obstacle. Perfect for a web slinging hero! Peter was over whelmed by the amazing things that he forgot Tony Stark was watching him.

"Oh my gosh! I don't know what to do first! Well, I should probably stretch and lift some weights to get me warmed up. You wanna have a boxing match, Mr. Stark!? Then can I try that thing? Is that sort of like something from the Matrix? No that was from what's inside their head, but still it probably is something like the Matrix. I have got to do that obstacle course though! It looks incredible. Mr. Stark, are you gonna stay in here with me or...?" Peter trailed off as he turned to face is hero, mentor, and friend.

"I don't know kid. All this sudden energy is kinda scaring me off and I have a bunch of things to do. Maybe next time." Peters face dropped.

"I understand. That's probably best anyways." He rubbed his arm, feeling embarrassed he even asked the question.

"Pete, I was just joking! Of course I'm staying in here." Peter nervously laughed like he caught on to the joke. "And why would that be better?"

"That way you don't get embarrassed when I lift more than you." A smile crawled across his face. A smile tugging at the end of Tonys frown.

"That's not fair. You have super strength." Peter shrugged. They stood in a silence for a moment before Tony told Peter to go get changed in the locker room. That's when Peter realized he didn't grab his clothes or his suit. All he grabbed was his mask and web shooters, which he shoved in his pocket. "That's alright. There should be some shorts in there that will fit you. And you can just take your shirt off, I mean... that's what I do. You don't have to if you don't want to." Peter came out with a pair of black basketball shorts and no shirt.

Thirty minutes later, Peter had done all the cardio and stretches he wanted to do. He was so pumped once Tony challenged him to a boxing match. "You're on Mr. Stark! I'm sorry if I hit you too hard." Tony looked at the kid and remembered he took on Captain America. Even though Cap was going easy on him, he still almost beat him. He also caught the Winter Soldiers metal arm in his hand. Tony frowned and thought about calling it off, but his pride was too heavy to back down.

"It's fine kid." Suddenly, Peters senses were making the hair on his neck and arms stand straight up. "Umm... what is that?" Tony took a step back and looked Peter up and down.

"It's my spider senses. Someone's coming." He knelt down in his Spider-Man pose and looked around. He listened closely as a group of people were heading towards the room. Peter ran across the floor, keeping low to the ground. He hid behind one of the machines as Tony did. The doors opened and... in walked Vision, Rhodey, Pepper, and Happy. "False alarm!" Peter called out to Tony. "Hey, guys... what are-what are you doing here?"

"FRIDAY informed us you guys were having a boxing match and we just couldn't pass that up." Happy snorted. Peter grinned and looked back at Tony.

"That's it! I forfeit the match!" Tony took off his boxing gloves, making Peter frown.

"But Mr. Stark! It hasn't even started. Please! I promise I'll take it easy on you. I won't use my full strength or my spider senses." Peter begged him.

"I'm more curious about this whole spider senses thing." Pepper called out, trying to protect her fiance from any embarrassment or harm.

"Well, I can explain that later. Please Mr. Stark? It'll make my day ten times better. Get my mind off things? Keep my thoughts from wandering in the darkness and feeding off of negativity. Keep my-" Tony shoved the glove back on.

"Okay! Okay! But we're having a talk about the spider senses and this whole darkness,negativity thing." Peter cursed under his breath. "Hey, language." He blinked at his mentor.

"From all the people..." He muttered. Rhodey was laughing and so was Vision. Except, they weren't present when Captain America said the same thing to him. They didn't understand the inside joke. The inside joke that killed Tonys mood... Peter and Tony climbed in to the ring. Happy hit the bell and they started. It ended quickly with Tony on the ground with a busted nose. "I am so sorry Mr. Stark! I didn't mean to hit you that hard! Are you okay?!" Peter rushed to his mentors side and helped him to his feet. Pepper was the next one to get to him, helping him out of the ring and to a bench up against the wall.

"Happy? Could you get the first aid kit? And maybe a nurse?" Pepper asked, turning to meet Happys eyes with her own.

"On it. You can count on me, boss." Happy glared at the annoying kid. He huffed out a breath when he saw Peter on his phone, not caring about Tony. Happy mumbled some choice words as he hurried off to where the nearest first-aid kit was, the mens locker room. There was one in the womans too, but...

Tony leaned his head back as Pepper instructed, holding a tissue to his nose. He opened his eyes, glancing to Peter. He had his gear off, all of it laying carelessly on the ground. He was standing frozen still while he looked down at his phone, frowning, and misty eyed. He wiped his eyes with the back of his hand and slowly sat down in the middle of the ring.

Peter had just received a text from May. **_"I hope you know how much they loved you, darling. I know today must be difficult but I wanted you to know this. Take care. Make sure you eat something. I love you, honey. They did what they did to protect you darling. I'll be home at four tonight."_**

 _"It was me. They left because they were trying to protect me! It was my fault. They would have never got on that plane if it wasn't for me. It was my fault they died. My fault Ben died. My fault May is a widow. My fault people almost died on that ferry. My fault Tonys nose is broken. My fault Tony stays up all night worrying about me. My fault Ned worries about me. My fault MJ hates me. My fault-"_ Peter's thoughts were cut off when someone laid a hand on his shoulder. He jerked his head up to see Pepper Potts smiling softly down on him.

"Peter, darling? Tony's okay, see. There's no need to cry." Peter looked over to see Tony grinning, a tissue in his nose. He swallowed the lump in his throat and wiped the tears forming in his eyes. The confused, sad teenager stood up too fast, his knees buckled and his head spinning. He fell to the ground. Pepper letting out a gasp, Tony standing to his feet. He reached out and grabbed the ropes, forcing his self up. "Peter, are you alright?" He looked in Peppers calming eyes, shaking his head.

"I'm sorry. I-I have to go." He thought of the night of Homecoming and Lizz. _"It's your fault Lizz is heart broken and gone."_ "I'm sorry, Mr. Stark! I really am! About everything! But I gotta go..." Peter jumped over the ropes, running for the door. Happy was coming out of the locker room as Peter shoved the double doors open. Tony tried walking to the stop him, but he was too dizzy from the lose of blood. Peter ran out, still no shirt on, ignoring everyones protests.

Peter turned the hall and ran down the hall. Near the elevator doors was a stair well. He shoved open the door and ran. He ran and ran and ran. He ran up the steps, not processing he couldn't escape that way and he should have ran down and out the door. Instead he sprinted up 43 stories until he was physically sick and collapsed on the floor that breaks the steps into sections.

"Now you've done it Peter. You freaked out in front of three Avengers, Iron Mans girlfriend, and an Avengers former security guard. You let your emotions win... something that happened eleven years ago ruined your future. I might as well yell to the world Spider-Mans a big cry baby and can't handle the day of his parents death. Now you're talking out loud to yourself. Might as well add his a nerdy, psycho kid who has no future and should go jump off a cliff." Peters teeth were chattering. He was shivering from the feeling of throwing up. Something he's always done as a child. He was crying from everything. "I need you Uncle Ben..." He whispered under his breath. He shut his eyes, squeezing them tight.

"Well, I'm not your Uncle, but what I can tell you is that if you go to sleep you may freeze to death." Peters eyes flung open wide. "I may be Iron Man, but I had a friend who spent some time in ice. Isn't pretty." Peter pushed himself up and looked up to see Tony smiling at the top of the steps."I wasn't expecting you to stop, so I was gonna wait for you on the 50th floor." He muttered. Peters eyes were filled with tears, making it hard to see Tonys expression. "Come on underoos... you're better than this." Peter sat up leaning his head and back on the wall. He closed his eyes and sighed. The next thing he knew, something was thrown in his direction. It was shirt. It landed on his face before falling to his lap. Tony began to walk down the steps, sitting on the second one up.

"Th-thanks, Mr. Stark. I'm really sorry if I caused you any trouble. How's your nose?" Tony hung his head down and sighed.

"I don't give a sh- I don't care about my nose, kid. I called your aunt. She told me what happened." Peter sighed. Of course his aunt would tell him what happened and what today was. "Peter, it's okay. I get upset on the day my parents died. It's a normal thing to do. Sprinting up 43 floors of stairs is not normal. Shivering like you're freezing in a heated building is not normal." Peter smirked a little and looked up at his hero.

"Yeah, I guess any normal teenager wouldn't be doing that. But I'm not a normal teenager. I am really sorry for running like that. It's just... I didn't want to... cry... in front of..." Tony laid a hand on his interns shoulder.

"I understand. But why didn't you tell me?" Peter glanced around the room, searching for an answer. "Well?"

"I didn't want to kill your mood and I didn't know how to tell you without freaking out. And I thought I needed to stay strong, you know?"

"So, you wanted to hide your emotions? I understand." Tony didn't really know how to comfort the boy. Yeah sometimes Rogers or Thor would be down about their past, but he usually had Natasha coax him through the helping stage or he would just tell them they all had problems. But this, this was a 15 year old, crying because today was the day his parents ditched him at his aunts and then died the next morning. He couldn't really tell him to grow up. Steve was a 99 year old solider, so he knew how to deal with his own stuff. Peter was a 15 year old emotionally unstable spider kid. "It's alright. May told me to make sure you ate something. Is that how you deal with stuff? You sleep all day and you don't eat?"

"Well..." Peter couldn't deny it. Shoot, on normal days, sometimes he would forget to sleep or eat. Being Spider-Man and involved in school can take up all your time. "Not all the time. I usually don't sleep, so... well I don't sleep a lot. I sleep. Trust me. I'm fine Mr. Stark. Really I am." Tony rolled his eyes, running out of patience with the teen. "I'm sorry..." Peter turned his attention to the stairs running down the wall.

"Listen... Peter. Why don't we go get something to eat. By that time your aunt should be home and I'll leave you two to do whatever you do..." Tony was about to say he would leave them to cry, but knew that was really rude. "Or I call and order something."

"It's fine, Mr. Stark. I'm honestly not hungry right now." Tony sighed.

"You need to eat, Peter." He looked at him sternly and Peter finally gave in. They went to the compounds kitchen, meeting the others in there as well. Peter sat on the orange sofa in the living room area in silence while the others tried to talk about what happened as quietly as possible. "Today is the day his parents ditched him and left, died the next day. I honestly don't know what happened, but they must be jerks like my dad. How could you just leave a four year old and hop on a plane?" Peter winced as he heard every whisper from his senses.

"Tony!" Pepper shrieked. "He could hear you." Pepper glared at her fiance with a stern look.

"I'm whispering in a room over, there is no way he could have heard me." tony rolled his eyes as he swung open the fridge door.

Peter heard every word but didn't say anything. He didn't turn around when he heard something crash to the floor. "Look, Mr. Stark. It's getting late. I should really be heading home."

"So three thirty is late for teenagers now? Wow. I really missed something about this generation." Peter ran his hand through his sweaty hair.

"I'm the only one in my generation you talk to. May will be home at four. I want to be there when she comes home, so I'm gonna go, Mr. Stark. Thank you so much for everything. I had fun today... until I punched you in the nose. Sorry about that." Peter stood up and went over to where they were.

"I'll drive you home, kid. But we're stopping at Burger King on the way there." Peter smiled slightly thinking about onion rings. Maybe he was hungry. He couldn't really tell. "And if it makes you feel better... it worked." Peter looked at Tony confused until he remembered what took place yesterday. "Don't say a word. Yes... I found him through the postal services. Hammer isn't too bright." A smile crawled across Peters face.

The End

 ** _Please let me know what you think! Any thing you'd like to see from me? Anything I need to improve on? Just let me know! Thanks for reading and have a wonderful day or night!_**


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